ENAP’s $500 Million Global Bond Offering and Related Liability Management Transaction

Cleary Gottlieb represented Citigroup Global Markets Inc., Santander US Capital Markets LLC, Scotia Capital (USA) Inc., and SMBC Nikko Securities America, Inc., as initial purchasers in a bond offering by Empresa Nacional del Petróleo (ENAP), and as dealer managers in a related liability management transaction.

ENAP issued U.S.$500 million in principal amount of 6.150% senior notes due 2033, under Rule 144A of the Securities Act of 1933 and outside of the United States in reliance on Regulation S. The offering priced on April 26, 2023, and is expected to close on May 10, 2023.

The related liability management transaction consisted of an offer to purchase for cash any and all of ENAP’s outstanding 4.375% notes due 2024. The early settlement date is expected to occur on or about May 11, 2023, and the final settlement date on or about May 25, 2023.

ENAP is a Chilean state-owned enterprise of the Republic of Chile (“Chile”), engaged in a broad range of petroleum-related activities, including the exploration, development, and production of crude oil and natural gas, the transportation and storage of crude oil, refined petroleum products, liquefied petroleum gas (“LPG”) and natural gas, petroleum refining and the wholesale marketing of refined petroleum products, petroleum derivatives, LPG, crude oil, and natural gas. ENAP also participates in the energy generation sector. ENAP’s principal source of revenue is the sale of refined petroleum products in Chile.